UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
September 29,
2008
Date
of Report (Date of earliest event reported)
EMCORE
CORPORATION
Exact
Name of Registrant as Specified in its Charter
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New Jersey
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0-22175
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22-2746503
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State
of Incorporation
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Commission
File Number
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IRS
Employer Identification Number
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10420 Research Road, SE,
Albuquerque, New Mexico 87123
Address
of principal executive offices, including zip code
(505)
332-5000
Registrant's
telephone number, including area code
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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ITEM
1.01 Entry
into a Material Definitive Agreement.
On
September 29, 2008, EMCORE Corporation (“EMCORE” or the “Company”) and certain
of its subsidiaries entered into a Loan and Security Agreement (the “Loan
Agreement”) with Bank of America, N.A. (the “Lender”). The Loan
Agreement provides the Company with a revolving credit facility of $25,000,000
that can be used for working capital requirements, letters of credit and other
general corporate purposes.
Amounts
borrowed under the Loan Agreement may be repaid and reborrowed through September
29, 2011 or the last day of any renewal term, at which time all amounts
outstanding become due and payable. Outstanding loans may be prepaid
without penalty or premium, except that the Company is required to pay a
prepayment fee if all loans outstanding under the Loan Agreement are prepaid
before September 29, 2009 and the Company terminates the Loan Agreement, and the
Company must pay the cost and expense incurred by the Lender as a result of any
full or partial prepayment of a LIBOR rate loan that is made on any day other
than the last day of the relevant interest period for such LIBOR rate
loan.
EMCORE
may elect that the loans comprising each borrowing bear interest at a rate per
annum equal to (i) the prime rate of the Lender in effect from time to time, or
(ii) the LIBOR rate for the applicable interest period plus
2.0%. Interest is payable each month in arrears. Under the
Loan Agreement, the Company also pays the Lender certain fees, including,
without limitation, a fee based on the portion of the credit facility that is
unused.
The loan
is secured by certain assets of the Company and its
subsidiaries, and is subject to a borrowing base formula. The Loan
Agreement contains customary representations and warranties, and affirmative and
negative covenants. The Loan Agreement also contains financial
covenants that require the Company to maintain a minimum fixed charge coverage
ratio and minimum EBITDA, and contains certain events of default that are
customary for loan agreements of this type.
ITEM
2.03 Creation
of a Direct Financial Obligation or an Obligation under an Off-BalanceSheet
Arrangement of a Registrant.
The
information set forth in Item 1.01 above regarding the Loan Agreement is
incorporated by reference into this Item 2.03.
ITEM
9.01 Financial
Statements and Exhibits.
(d)
Exhibits
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Exhibit
Number
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Description
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99.1
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Press
release, dated October 3, 2008, issued by EMCORE
Corporation
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SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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EMCORE
CORPORATION
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Dated:
October 3, 2008
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By: /s/ John M.
Markovich
Name:
John M. Markovich
Title: Chief
Financial Officer
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[
EXHIBIT
INDEX ]
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Exhibit
Number
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Description
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99.1
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Press
release, dated October 3, 2008, issued by EMCORE
Corporation
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